Annual Stockholders’ Meeting 2025
Notice of the Meeting & Agenda
We hereby convene our Annual Stockholders’ Meeting as a virtual Annual Stockholders’ Meeting, without the physical presence of stockholders or their proxy holders at the venue of the Meeting, on Friday, April 25, 2025, at 10:00 a.m. CEST.
Agenda
- Presentation of the adopted annual financial statements and the approved consolidated financial statements, the combined management report for Bayer Aktiengesellschaft and the Bayer Group, the report of the Supervisory Board and the proposal by the Board of Management on the use of the distributable profit for the fiscal year 2024, and resolution on the use of the distributable profit
- Resolution on ratification of the actions of the members of the Board of Management
- Resolution on ratification of the actions of the members of the Supervisory Board
- Supervisory Board election
- Resolution on the approval of the Compensation Report
- Resolution on the compensation of the members of the Supervisory Board
- Creation of Authorized Capital 2025 with the option to disapply subscription rights and amendment of Article 4, Paragraph 2 of the Articles of Incorporation
- Resolution on renewed authorization of the Board of Management to provide for the holding of virtual Annual Stockholders’ Meetings (amendment of Article 2 of the Articles of Incorporation)
- Election of the auditor for the annual financial statements and of the auditor for the review of the half-year and interim financial reports, if applicable
Notice of the Annual Stockholders’ Meeting of Bayer AG on April 25, 2025
From the date of the Notice convening the Annual Stockholders’ Meeting, the following documents in particular shall be available together with this notice at www.bayer.com/stockholders-meeting:
- The annual financial statements (including the proposal of the Board of Management for the use of the distributable profit), the consolidated financial statements, the combined management report of Bayer Aktiengesellschaft and of the Bayer Group and the report of the Supervisory Board, in each case for the fiscal year 2024 (Agenda Item 1), together with the explanatory report by the Board of Management on takeover-related information, which forms part of the combined management report of Bayer Aktiengesellschaft and of the Bayer Group for the fiscal year 2024,
- Curriculum vitae of Alberto Weisser including any additional information relevant to the proposed reelection to the Supervisory Board (Agenda Item 4),
- Compensation Report on the compensation of the members of the Board of Management and of the Supervisory Board for the fiscal year 2024 (Agenda Item 5),
- Description of the compensation of the members of the Supervisory Board (Agenda Item 6),
- The Company’s Articles of Incorporation (Agenda Items 6 to 8),
- Report by the Board of Management in accordance with Section 203, Paragraph 2, Sentence 2 in conjunction with Section 186, Paragraph 4, Sentence 2 of the AktG (Agenda Item 7).
These documents will also be available during the Annual Stockholders’ Meeting.